Common use of No Other Representations Clause in Contracts

No Other Representations. Except for the representations and warranties expressly made by Pubco in this Article IV or as expressly set forth in an Ancillary Document, neither Pubco nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco in this Article IV or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies or any of their respective Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Sub.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco, SPAC Merger Sub and Company Merger Sub in Article V, none of SPAC, Pubco in this Article IV or the Merger Subs is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of SPAC, Pubco or a the Merger SubSubs), including any representations or warranties regarding the probable success or profitability of the businesses of SPAC, Pubco or a the Merger SubSubs. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco and the Merger Subs have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.26 nothing in this Section 6.26 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco Pubco, SPAC Merger Sub or Company Merger Sub in this Article IV V and the Company in Article VI, none of Pubco, the Merger Subs or the Company is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco Pubco, the Merger Subs or a Merger Subthe Company), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco Pubco, the Merger Subs or a the Company. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, the Merger SubSubs and the Company have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit the Company’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco, SPAC Merger Sub and/or Company Merger Sub in Article V (as modified by the Pubco in this Article IV Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco none of Pubco, SPAC Merger Sub or Company Merger Sub nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco Pubco, SPAC Merger Sub or the Company Merger Subs Sub or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco Pubco, SPAC Merger Sub and the Company Merger Subs Sub each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a SPAC Merger Sub or Company Merger Sub or any of their respective Representatives. Except Each of Pubco, SPAC Merger Sub and Company Merger Sub acknowledge that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV and the Company in Article VI, none of SPAC or the Company is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information madeinformation, communicated or furnished (orally or in writing) to Pubco and the SPAC, the Target Companies Merger Subs or any of their respective Representatives (including any opinion, information, projection information or advice that may have been or may be provided to Pubco and the SPAC, the Target Companies Merger Subs or any of their respective Representatives by any Representative of Pubco SPAC or a Merger Subthe Company), including any representations or warranties regarding the probable success or profitability of the businesses business of Pubco SPAC and the Company. Each of Pubco, SPAC Merger Sub and Company Merger Sub specifically disclaim that they are relying upon or a Merger Subhave relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC and the Company have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 5.11 nothing in this Section 5.11 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except In connection with the due diligence investigation of the Company by Parent and Merger Sub, Parent and Merger Sub have received and may continue to receive from the Company certain estimates, projections, forecasts and other forward-looking information, as well as certain business plan and cost-related plan information, regarding the Company, the Company Subsidiaries and their respective business and operations. Parent and Merger Sub hereby acknowledge that there are uncertainties inherent in attempting to make such estimates, projections, forecasts and other forward-looking information, with which Parent and Merger Sub are familiar, that, without limiting in any respect any of the representations and warranties in Article III, Parent and Merger Sub are taking full responsibility for making their own evaluation of the adequacy and accuracy of all such estimates, projections, forecasts and other forward-looking information, as well as such business plans and cost-related plans, so furnished to them. Accordingly, except for the representations and warranties expressly made by Pubco contained in this Article IV or as expressly set forth in an Ancillary DocumentIII, each of Parent and Merger Sub acknowledge that neither Pubco the Company nor any Representative of the Company makes, and each of Parent and Merger Sub acknowledge that it has not relied upon or otherwise been induced by, any other Person on its behalf makes any express or implied representation or warranty with respect to the Company or any Company Subsidiary or with respect to any other information provided or made available to Parent in connection with the Transactions, including any information, documents, projections, estimates, forecasts, predictions, expectations, plans or other material (including the reasonableness of Pubco or the Merger Subs or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or assumptions underlying any of the other Ancillary Documentsforegoing) made available or otherwise furnished or provided in any form to Parent or to Parent’s Representatives, and Pubco and including in any “data rooms” or “virtual data rooms” or management presentations in expectation of the Merger Subs each hereby expressly disclaims any other representations Transactions or warranties, whether implied the accuracy or made by Pubco, a Merger Sub or completeness of any of their respective Representatives. Except the foregoing, except, in each case for the representations and warranties expressly made by Pubco contained in this Article IV or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies or any of their respective Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger SubIII.

No Other Representations. Except for Other than as set forth herein, neither the Company nor any of the Company’s agents, employees or Representatives have made, nor are any of them making any representation or warranty, written or oral, express or implied, in respect of the Company, any Subsidiary or their respective businesses, including any representations and warranties about the accuracy or completeness of any information or documents previously provided, and any such other representations or warranties are hereby expressly disclaimed. Notwithstanding the foregoing, the Company hereby acknowledges that during the course of the due diligence investigation of the Company conducted by or on behalf of Parent in connection with Parent’s consideration of the Transactions, the Company provided information and made by Pubco in this Article IV or as expressly set forth in an Ancillary Document, neither Pubco nor any other Person on statements to Parent and its behalf makes any express or implied representation or warranty with respect to any of Pubco or Representatives regarding the Merger Subs or their respective Company and its business, operations, assets financial condition and other matters. Parent understands and hereby acknowledges and agrees that neither Parent nor any other Parent Indemnified Party shall have any right to file, bring or Liabilitiesmake (and hereby expressly waives to the fullest extent allowable under applicable Legal Requirements the right to file, bring or the transactions contemplated by make) any lawsuit or other claims against any Seller Indemnifying Party under this Agreement or otherwise as a result of any inaccuracies in any such information or statements unless and solely to the extent that such information or statements (i) are the subject of an express representation and warranty, or (ii) Parent can demonstrate the commission of Fraud by or on behalf of the Company when such information or such statements were provided or otherwise made; provided, however, that notwithstanding the foregoing, Parent understands and hereby acknowledges and agrees that neither Parent nor any other Ancillary Documents, Parent Indemnified Party shall have any right to bring (and Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco in this Article IV or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) waives to the SPACfullest extent allowable under applicable Legal Requirements the right to file, the Target Companies bring or make) any lawsuit or other claims against any Seller Indemnifying Party under this Agreement or otherwise arising out of their respective Representatives (including any opinionforward looking, information, projection predictive or advice that may have been prospective information or may be provided to the SPAC, the Target Companies or any of their respective Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Substatements.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Purchaser Parties in this Article IV III (as modified by the Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither Pubco none of the Purchaser Parties nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective businessPurchaser Parties, operationsthe Purchaser Representative, assets or Liabilitiesthe Purchaser Securities, the business of the Purchaser Parties, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs each Purchaser Parties hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Purchaser Parties or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco the Purchaser Parties in this Article IV III (as modified by the Purchaser Disclosure Schedules) or in an Ancillary Document, Pubco the Purchaser Parties hereby expressly disclaims disclaim all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPACCompany, the Target Companies Seller Representative or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPACCompany, the Target Companies Seller Representative or any of their respective Representatives by any Representative of Pubco or a Merger Subthe Purchaser Parties), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Subthe Purchaser Parties.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco, on behalf of itself or the Pubco Subsidiaries, in this Article IV V, the Company in Article VI and the Seller Related Parties and Astral in Article VII, none of Pubco, the Pubco Subsidiaries, the Company, the Seller Related Parties or Astral is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco, the Pubco Subsidiaries, the Company the Seller Related Parties or a Merger SubAstral), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco, the Pubco Subsidiaries, the Company, the Seller Related Parties or a Merger SubAstral. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, the Pubco Subsidiaries, the Company, the Seller Related Parties and Astral have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit the Seller Related Parties and ▇▇▇▇▇▇’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and the Pubco Subsidiaries in this Article IV V and the Seller Related Parties and Astral in Article VII, none of SPAC, Pubco, the Pubco Subsidiaries, the Seller Related Parties or Astral is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of SPAC, Pubco, the Pubco Subsidiaries, the Seller Related Parties or a Merger SubAstral), including any representations or warranties regarding the probable success or profitability of the businesses of SPAC, Pubco, the Pubco Subsidiaries, the Seller Related Parties or a Merger SubAstral. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, the Pubco Subsidiaries, the Seller Related Parties and Astral have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15 nothing in this Section 6.15 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco or SPAC Merger Sub in this Article IV V, the Company in Article VI and the Seller in Article VII, none of Pubco, SPAC Merger Sub, the Company or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco or a Pubco, SPAC Merger Sub, the Company or the Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Pubco, SPAC Merger Sub, the Company or the Seller. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, SPAC Merger Sub, the Company and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit the Seller’ remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco and/or SPAC Merger Sub in this Article IV V or as expressly set forth in an any Ancillary Document, neither none of Pubco or SPAC Merger Sub nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco or the SPAC Merger Subs Sub or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the SPAC Merger Subs Sub each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Pubco or SPAC Merger Sub or any of their respective Representatives. Except Each of Pubco and SPAC Merger Sub acknowledge that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV IV, the Company in Article VI and the Seller in Article VII, none of SPAC, the Company or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information madeinformation, communicated or furnished (orally or in writing) to the SPAC, the Target Companies Pubco and SPAC Merger Sub or any of their respective Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies Pubco and SPAC Merger Sub or any of their respective Representatives by any Representative of Pubco SPAC, the Company or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses business of SPAC, the Company and the Seller. Each of Pubco and SPAC Merger Sub specifically disclaim that they are relying upon or a Merger Subhave relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, the Company and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 5.11 nothing in this Section 5.11 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco and the Merger Subs in this Article IV (as modified by the Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither none of Pubco nor the Merger Subs nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and each of Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Pubco or either of the Merger Sub Subs or any of their respective Representativesrespective. Except for the representations and warranties expressly made by Pubco and the Merger Subs in this Article IV (as modified by the Purchaser Disclosure Schedules) or in an Ancillary Document, each of Pubco and the Merger Subs hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies Company or any of their respective its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Sub.. ​ ​

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV III (as modified by SPAC Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs Sub or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco SPAC and the Merger Subs Sub each hereby expressly disclaims any other representations or warranties, whether implied or made by PubcoSPAC, a Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV III (as modified by SPAC Disclosure Schedules) or in an Ancillary Document, Pubco SPAC hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies Company or any of their respective its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC or a Merger Sub.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco nor none of the Seller or any other Person on its the Seller’s behalf makes any express or implied representation or warranty with respect to the Seller or any of Pubco or the Merger Subs or their respective Seller’s business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Seller hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Seller or any of their respective its Representatives. Except The Parties hereto (other than the Seller) acknowledge that, except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII, none of the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives other Party (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies any other Party or any of their respective Representatives by any Representative of Pubco or a Merger Subthereof), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, SPAC Merger Sub or a Merger Subthe Seller. Each Party, other than the Seller, specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that the Seller has specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 7.9, nothing in this Section 7.9 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco or the Merger Subs in this Article IV V or as expressly set forth in an any Ancillary Document, neither none of Pubco or the Merger Subs nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Pubco or the Merger Sub Subs or any of their respective Representatives. Except Each of Pubco and the Merger Subs acknowledge that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV IV, the Company in Article VI and Ripple in Article VII, none of SPAC, the Company or Ripple is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information madeinformation, communicated or furnished (orally or in writing) to Pubco and the SPAC, the Target Companies Merger Subs or any of their respective Representatives (including any opinion, information, projection information or advice that may have been or may be provided to Pubco and the SPAC, the Target Companies Merger Subs or any of their respective Representatives by any Representative of Pubco SPAC, the Company or a Merger SubRipple), including any representations or warranties regarding the probable success or profitability of the businesses business of SPAC, the Company and Ripple. Each of Pubco and the Merger Subs specifically disclaim that they are relying upon or a Merger Subhave relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, the Company and Ripple have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 5.11 nothing in this Section 5.11 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and SPAC Merger Sub in this Article IV V and the Sellers in Article VII, none of SPAC, Pubco, SPAC Merger Sub, the Sellers or SoftBank is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco or a SPAC, Pubco, SPAC Merger Sub, the Sellers or SoftBank), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a SPAC, Pubco, SPAC Merger Sub, the Sellers or SoftBank. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, SPAC Merger Sub, the Sellers and SoftBank have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.14 nothing in this Section 6.14 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco Pubco, SPAC Merger Sub or Company Merger Sub in this Article IV V and the Company in Article VI, none of Pubco, SPAC Merger Sub, Company Merger Sub, or the Company, is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco or a Pubco, SPAC Merger Sub, Company Merger Sub, or the Company), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Pubco, SPAC Merger Sub, Company Merger Sub, or the Company. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, SPAC Merger Sub, Company Merger Sub, and the Company, have specifically disclaimed any such other representations and warranties.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Purchaser in this Article IV (as modified by the Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither Pubco the Purchaser nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Purchaser or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs each Purchaser hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Purchaser or any of their respective its Representatives. Except for the representations and warranties expressly made by Pubco the Purchaser in this Article IV (as modified by the Purchaser Disclosure Schedules) or in an Ancillary Document, Pubco the Purchaser hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPACTarget Companies, Pubco, the Target Companies Sellers or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPACTarget Companies, Pubco, the Target Companies Sellers or any of their respective Representatives by any Representative of Pubco or a Merger Subthe Purchaser), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco the Purchaser. Notwithstanding the foregoing (but subject to Sections 11.1, 12.1 and 12.2), nothing in this Section 4.22 shall limit or impair any Person’s remedies or rights, or shall be deemed a Merger Subwaiver of any claims, related to Fraud.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV ‎IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco Pubco, SPAC Merger Sub or Company Merger Sub in this Article IV ‎V, the Company in Article ‎VI and the Seller in Article ‎VII, none of Pubco, the Merger Subs, the Company or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco the Merger Subs, the Company or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco Pubco, the Merger Subs, the Company or a the Seller. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, the Merger SubSubs, the Company and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section ‎4.19, nothing in this Section ‎4.19 shall limit the Seller’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV ‎VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV ‎IV, Pubco, SPAC Merger Sub and Company Merger Sub in Article ‎V and the Seller in Article ‎VII, none of SPAC, Pubco, the Merger Subs or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC, Pubco, the Merger Subs or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, the Merger Subs or a the Seller. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, the Merger SubSubs and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section ‎6.16 nothing in this Section ‎6.16 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco contained in this Article IV or III (as expressly set forth in an Ancillary Documentqualified by the Company Disclosure Schedule), Section 9.16 and any certificate provided pursuant to this Agreement, neither Pubco the Company nor any other Person on its behalf person makes any other express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective businessCompany, operations, assets or Liabilities, its subsidiaries or the transactions contemplated by this Agreement or any Agreement, and each of the other Ancillary Documents, and Pubco Founders and the Merger Subs each hereby expressly Company disclaims any other representations or warranties, whether implied or made by Pubcothe Founders, a Merger Sub the Company or any of their respective its Affiliates, officers, directors, employees, agents or other Representatives. Except for the representations and warranties expressly made by Pubco contained in this Article IV or in an Ancillary DocumentIII (as qualified by the Company Disclosure Schedule), Pubco Section 9.16 and any certificate provided pursuant to this Agreement, each of the Founders and the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (whether orally or in writing, in any data room relating to the transactions contemplated by this Agreement, in management presentations, functional “break-out” discussions, responses to questions or requests submitted by or on behalf of Parent or Merger Sub or in any other form in consideration for investigation of the transactions contemplated by this Agreement) to the SPAC, the Target Companies Parent or any of their respective its Affiliates or Representatives (including any opinion, information, forecast, projection or advice that may have been or may be provided to Parent or its Affiliates or Representatives by any director, officer, employee, agent, consultant or other Representative of the SPAC, the Target Companies Company or any of their respective Representatives its Affiliates). Except for the representations and warranties contained in this Article III (as qualified by any Representative of Pubco or a Merger Subthe Company Disclosure Schedule), including Section 9.16 and any certificate provided pursuant to this Agreement, the Company makes no representations or warranties to Parent, Merger Sub or their respective Affiliates or Representatives regarding (i) merchantability or fitness for any particular purpose or (ii) the probable success or profitability of the businesses Company or any of Pubco or a Merger Subits subsidiaries.

No Other Representations. (a) Except for the representations and warranties expressly made by Pubco contained in this Article IV or as expressly set forth V and in an Ancillary Documentthe Transaction Documents, neither Pubco the Parent, Merger Sub nor Second Merger Sub, nor any other Person on its behalf person, has made or makes any other express or implied representation or warranty with at law or in equity, either written or oral in respect to any of Pubco the Parent or its business or the Merger Subs Sub or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Second Merger Sub or any of their respective Representativesbusinesses, operations, assets, liabilities, conditions (financial or otherwise) or prospects in connection with this Agreement and the Transactions (including any implied warranties that may otherwise be applicable because of the provisions of the Uniform Commercial Code or any other applicable Law, including the warranties of merchantability and fitness for a particular purpose. Except Any such other representation or warranty is hereby expressly disclaimed by each of the Company and Newtek on behalf of itself and its respective Affiliates. Notwithstanding anything to the contrary in this Agreement, nothing in this Section 5.26 shall limit, or shall be construed or deemed to limit in any way whatsoever, any right or remedy of any person against any other person in the event of Fraud. (b) Each of the Parent, Merger Sub and Second Merger Sub acknowledge and agree that except for the representations and warranties expressly made by Pubco contained in this Article IV and Article VI (including the related portions of the Company Disclosure Schedule) and in the Transaction Documents, neither Newtek, the Company nor any other person has made or makes any other express or implied representation or warranty at law or in an Ancillary Documentequity, Pubco hereby expressly disclaims all liability and responsibility for any representationeither written or oral, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPACrespect of Newtek, the Target Companies Company or any of their respective Representatives businesses, operations, assets, liabilities, conditions (financial or otherwise) or prospects in connection with this Agreement and the Transactions (including any opinion, information, projection or advice implied warranties that may have been or may otherwise be provided to applicable because of the SPAC, provisions of the Target Companies Uniform Commercial Code or any of their respective Representatives by any Representative of Pubco or a Merger Sub)other applicable Law, including any representations or the warranties regarding the probable success or profitability of the businesses of Pubco or merchantability and fitness for a Merger Subparticular purpose).

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV IV, and Pubco, SPAC Merger Sub and Company Merger Sub in Article V, none of SPAC, Pubco, SPAC Merger Sub or Company Merger Sub is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC, Pubco, SPAC Merger Sub or a Company Merger Sub,), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, SPAC Merger Sub or a Company Merger Sub. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, SPAC Merger Sub and Company Merger Sub have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15 nothing in this Section 6.15 shall limit SPAC’s or Pubco’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco or the Merger Subs in this Article IV V, the Company in Article VI and Ripple in Article VII, none of Pubco, the Merger Subs, the Company or Ripple is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco Pubco, the Merger Subs, the Company or a Merger SubRipple), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco Pubco, the Merger Subs, the Company or a Ripple. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, the Merger SubSubs, the Company and Ripple have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit Ripple’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco in this Article IV V or as expressly set forth in an Ancillary Document, neither Pubco nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs Sub or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs Sub each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco in this Article IV V or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPACPurchaser, the Target Companies Companies, the Sellers or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPACPurchaser, the Target Companies Companies, the Sellers or any of their respective Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Sub. Notwithstanding the foregoing (but subject to Sections 12.1 and 12.2), nothing in this Section 5.12 shall limit or impair any Person’s remedies or rights, or shall be deemed a waiver of any claims, related to Fraud.

No Other Representations. Except for the representations and warranties expressly made by Pubco Newco in this Article IV VI (as modified by the Newco Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco Newco nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco Newco or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Newco hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub Newco or any of their respective its Representatives. Except Newco acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and SPAC Merger Sub in this Article IV V and the Seller in Article VII, none of SPAC, the SPAC Subsidiaries, Pubco, SPAC Merger Sub or the Seller are making or have made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Newco (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Newco or any of their respective its Representatives by any Representative of Pubco SPAC, the SPAC Subsidiaries, Pubco, SPAC Merger Sub or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, the SPAC Subsidiaries, Pubco, SPAC Merger Sub or a the Seller. Newco specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, the SPAC Subsidiaries, Pubco, SPAC Merger SubSub and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15, nothing in this Section 6.15 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco and the Merger Subs in this Article IV (as modified by the Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither none of Pubco nor the Merger Subs nor any other Person on its behalf any of their behalves makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and each of Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Pubco or either of the Merger Sub Subs or any of their respective Representativesrespective. Except for the representations and warranties expressly made by Pubco and the Merger Subs in this Article IV (as modified by the Purchaser Disclosure Schedules) or in an Ancillary Document, each of Pubco and the Merger Subs hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies Company or any of their respective its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Sub.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco, on behalf of itself or the Pubco Subsidiaries, in this Article IV V, the Company in Article VI and the Seller in Article VII, none of Pubco, the Pubco Subsidiaries, the Company or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco, the Pubco Subsidiaries, the Company or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco, the Pubco Subsidiaries, the Company or a Merger Subthe Seller. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, the Pubco Subsidiaries, the Company and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit the Seller’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by Pubco SPAC in this Article IV or by PubCo in an Ancillary DocumentArticle V, Pubco hereby expressly disclaims all liability and responsibility for any representationnone of SPAC, warranty, projection, forecast, statement PubCo or information SPAC Merger Sub are making or have made, communicated or furnished (orally or in writing) any representation, warranty, statement or information to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC, PubCo or a SPAC Merger Sub). The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, including PubCo, and SPAC Merger Sub have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.33, nothing in this Section 6.33 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or warranties regarding arising out of this Agreement, the probable success Ancillary Documents or profitability of the businesses of Pubco or a Merger SubTransactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco contained in this Article IV or (as expressly set forth in an Ancillary Document, qualified by the Parent Disclosure Schedule and the Parent SEC Documents) neither Pubco Parent nor Merger Sub nor any other Person on its behalf makes any other express or implied representation or warranty with respect to Parent or Merger Sub, any of Pubco or the Merger Subs or their respective business, operations, assets or Liabilities, Subsidiaries or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsAgreement, and Pubco each of Parent and the Merger Subs each hereby expressly Sub disclaims any other representations or warranties, whether implied or made by PubcoParent, a Merger Sub or any of their respective Affiliates, officers, directors, employees, agents or other Representatives. Except for the representations and warranties expressly made by Pubco contained in this Article IV or in an Ancillary Document(as qualified by the Parent Disclosure Schedule and the Parent SEC Documents), Pubco each of Parent and Merger Sub hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (whether orally or in writing, in any data room relating to the transactions contemplated by this Agreement, in management presentations, functional “break-out” discussions, responses to questions or requests submitted by or on behalf of the Company or in any other form in consideration for investigation of the transactions contemplated by this Agreement) to the SPAC, the Target Companies Company or any of their respective its Affiliates or Representatives (including any opinion, information, forecast, projection or advice that may have been or may be provided to the SPACCompany or its Affiliates or Representatives by any director, the Target Companies officer, employee, agent, consultant or other Representative of Parent, Merger Sub or any of their respective Representatives by any Representative of Pubco or a Affiliates). Parent and Merger Sub), including any Sub make no representations or warranties to the Company or any of its Affiliates or Representatives regarding (i) merchantability or fitness for any particular purpose or (ii) the probable success or profitability of the businesses Parent, Merger Sub or any of Pubco or a Merger Subtheir respective Subsidiaries.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Seller in this Article IV ‎VII (as modified by the Company Disclosure Schedules and the Pubco Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Seller nor any other Person on its the Seller’s behalf makes any express or implied representation or warranty with respect to the Seller or any of Pubco or the Merger Subs or their respective Seller’s business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Seller hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Seller or any of their respective its Representatives. Except The Parties hereto (other than the Seller) acknowledge that, except for the representations and warranties expressly made by Pubco the Seller in this Article IV ‎VII, the Seller is not making and has not made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives other Party (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies any other Party or any of their respective Representatives by any Representative of Pubco or a Merger Subthereof), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, the Merger Subs or a Merger Subthe Seller. Each Party, other than the Seller, specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that the Seller has specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section ‎7.9, nothing in this Section ‎7.9 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and SPAC Merger Sub in this Article IV V and the Seller in Article VII, none of SPAC, Pubco, SPAC Merger Sub or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC, Pubco, SPAC Merger Sub or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, SPAC Merger Sub or a the Seller. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, SPAC Merger SubSub and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15 nothing in this Section 6.15 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco in this Article IV or as expressly set forth in an Ancillary Document, neither Pubco nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and Pubco and the Merger Subs each hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco in this Article IV or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Lexasure Companies or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Lexasure Companies or any of their respective Representatives by any Representative of Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Merger Sub.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII (as modified by the Newco Disclosure Schedules and the Pubco Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Seller nor any other Person on its behalf makes any express or implied representation or warranty with respect to the Seller or any of Pubco or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Seller hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub it or any of their respective its Representatives. Except The Parties hereto (other than the Seller) acknowledge that, except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII, the Seller is not making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives other Party (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies any other Party or any of their respective Representatives by any Representative of Pubco or a Merger Subthereof), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, the SPAC Subsidiaries, Pubco, SPAC Merger Sub or a Merger Subthe Seller. Each Party, other than the Seller, specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 7.10, nothing in this Section 7.10 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Sellers in this Article IV VII (as modified by the Company Disclosure Schedules and the Pubco Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco nor none of the Sellers or any other Person on its any Sellers behalf makes any express or implied representation or warranty with respect to the Sellers or any of Pubco or the Merger Subs or their respective Sellers’ business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Sellers hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub any Seller or any of their respective its Representatives. Except The Parties hereto (other than the Sellers) acknowledge that, except for the representations and warranties expressly made by Pubco the Sellers in this Article IV VII, none of the Sellers is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives other Party (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies any other Party or any of their respective Representatives by any Representative of Pubco or a Merger Subthereof), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, SPAC Merger Sub or a Merger Subthe Sellers. Each Party, other than Sellers, specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that the Sellers have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 7.10, nothing in this Section 7.10 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and the Pubco Subsidiaries in this Article IV V and the Seller in Article VII, none of SPAC, Pubco, the Pubco Subsidiaries or the Seller is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of SPAC, Pubco, the Pubco Subsidiaries or a Merger Subthe Seller), including any representations or warranties regarding the probable success or profitability of the businesses of SPAC, Pubco, the Pubco Subsidiaries or a Merger Subthe Seller. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, the Pubco Subsidiaries and the Seller have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15 nothing in this Section 6.15 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco nor none of the Seller or any other Person on its the Seller’s behalf makes any express or implied representation or warranty with respect to the Seller or any of Pubco or the Merger Subs or their respective Seller’s business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Seller hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Seller or any of their respective its Representatives. Except The Parties hereto (other than the Seller) acknowledge that, except for the representations and warranties expressly made by Pubco the Seller in this Article IV VII, the Seller is not making nor has Seller made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives other Party (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies any other Party or any of their respective Representatives by any Representative of Pubco or a Merger Subthereof), including any representations or warranties regarding the probable success or profitability of the businesses of SPAC, Pubco, the Pubco Subsidiaries or a Merger Subthe Seller. Each Party, other than the Seller, specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that the Seller has specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 7.11, nothing in this Section 7.11 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco SPAC in this Article IV (as modified by the SPAC Disclosure Schedule) or as expressly set forth in an any Ancillary Document, neither Pubco SPAC nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco SPAC or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each SPAC hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub SPAC or any of their respective its Representatives. Except SPAC acknowledges that, except for the representations and warranties expressly made by Pubco or SPAC Merger Sub in this Article IV V, the Company in Article VI and the Sellers in Article VII, none of Pubco, SPAC Merger Sub, the Company, the Sellers or SoftBank is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated to SPAC or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective its Representatives (including any opinion, information, projection information or advice that may have been or may be provided to the SPAC, the Target Companies SPAC or any of their respective its Representatives by any Representative of Pubco or a Pubco, SPAC Merger Sub, the Company, the Sellers or SoftBank), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco or a Pubco, SPAC Merger Sub, the Company, the Sellers or SoftBank. SPAC specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that Pubco, SPAC Merger Sub, the Company, the Sellers and SoftBank have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 4.19, nothing in this Section 4.19 shall limit the Sellers’ or SoftBank’s remedies with respect to Fraud Claims in connection with, or arising out of this Agreement, the Ancillary Documents or the Transactions.

No Other Representations. Except for the representations and warranties expressly made by Pubco and Merger Sub in this Article IV (as modified by the Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither none of Pubco nor or Merger Sub or any other Person on its behalf of their respective Representatives makes any express or implied representation or warranty with respect to any of Pubco or the Merger Subs Sub or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and each of Pubco and the Merger Subs each Sub hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Pubco or Merger Sub or any of their respective Representatives. Except for the representations and warranties expressly made by Pubco and Merger Sub in Article III and this Article IV (as modified by the Purchaser Disclosure Schedules) or in an Ancillary Document, each of the Pubco and the Merger Sub hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPACOperating Company, the Target Companies Seller or any of their respective Representatives (including any opinion, information, projection or advice that may have been or may be provided to the SPACOperating Company, the Target Companies Seller or any of their respective Representatives by any Representative of the Pubco or a Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of the Pubco or a the Merger Sub.

No Other Representations. Except for the representations and warranties expressly made by Pubco the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an any Ancillary Document, neither Pubco the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of Pubco the Company or the Merger Subs or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and Pubco and the Merger Subs each Company hereby expressly disclaims any other representations or warranties, whether implied or made by Pubco, a Merger Sub the Company or any of their respective its Representatives. Except The Company acknowledges that, except for the representations and warranties expressly made by SPAC in Article IV, Pubco and the Merger Subs in this Article IV V and Ripple in Article VII, none of SPAC, Pubco, the Merger Subs or Ripple is making or has made, communicated or furnished (orally or in an Ancillary Document, Pubco hereby expressly disclaims all liability and responsibility for writing) any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the SPAC, the Target Companies or any of their respective Representatives Company (including any opinion, information, projection or advice that may have been or may be provided to the SPAC, the Target Companies Company or any of their respective its Representatives by any Representative of Pubco SPAC, Pubco, the Merger Subs or a Merger SubRipple), including any representations or warranties regarding the probable success or profitability of the businesses of Pubco SPAC, Pubco, the Merger Subs or a Ripple. The Company specifically disclaims that it is relying upon or has relied upon any such other representations and warranties that may have been made by any Person and acknowledges and agrees that SPAC, Pubco, the Merger SubSubs and Ripple have specifically disclaimed any such other representations and warranties. Notwithstanding the foregoing provisions of this Section 6.15, nothing in this Section 6.15 shall limit SPAC’s remedies with respect to Fraud Claims in connection with, or arising out of, this Agreement, the Ancillary Documents or the Transactions.